{"filing":{"accession_number":"0001193125-26-424754","cik":"0002137965","ticker":null,"company_name":"TCGX Acquisition Corp.","form":"8-K","filing_date":"2026-10-19","report_date":"2026-10-18","primary_document":"d43527d8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2137965/000119312526424754/d43527d8k.htm"},"events":[{"id":36004,"run_id":33193,"accession_number":"0001193125-26-424754","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.97,"summary":"TCGX Acquisition Corp. entered into a definitive Business Combination Agreement with TriGemX Bio, Inc., resulting in a change of control and creation of a publicly traded company with approximately $246 million in gross proceeds ($86 million from TCGX trust account plus $160 million PIPE financing) and an expected post-transaction equity value of approximately $600 million.","company_name":"TCGX Acquisition Corp.","ticker":null,"filing_date":"2026-10-19","form":"8-K","submitted_at":null,"items":[{"id":40270,"accession_number":"0001193125-26-424754","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"This Item 1.01 discloses entry into a definitive Business Combination Agreement between TCGX Acquisition Corp. (a SPAC), its merger subsidiary, and TriGemX Bio, Inc., resulting in a change of control and creation of a publicly traded company. The agreement contemplates a domestication of TCGX to Delaware, a merger of the subsidiary into TriGemX, and concurrent $160 million PIPE financing with approximately $246 million total gross proceeds. This is a material acquisition/merger transaction typical of SPAC business combinations, with clear economic significance and shareholder approval requirements.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-19T13:21:43.592532+00:00","company_name":"","ticker":null,"filing_date":""},{"id":40272,"accession_number":"0001193125-26-424754","item_number":"7.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses the execution of a definitive business combination agreement between TriGemX Bio and TCGX Acquisition Corp., resulting in TriGemX Bio becoming a publicly traded company. The transaction includes approximately $246 million in gross proceeds ($86 million from TCGX's trust account plus $160 million PIPE financing), with an expected post-transaction equity value of approximately $600 million. This is a material acquisition/change of control event typical of SPAC mergers, disclosed via Item 7.01 with supporting press release and investor presentation.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-19T13:21:43.592532+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":36005,"run_id":33193,"accession_number":"0001193125-26-424754","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"summary":"TCGX completed a $160 million PIPE (Private Investment in Public Equity) financing at $10.00 per share from multiple healthcare investors including Viking Global Investors, ADAR1 Capital Management, BVF Partners, Samsara BioCapital, and Vianti Capital, in connection with the TriGemX Bio business combination.","company_name":"TCGX Acquisition Corp.","ticker":null,"filing_date":"2026-10-19","form":"8-K","submitted_at":null,"items":[{"id":40271,"accession_number":"0001193125-26-424754","item_number":"3.02","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 discloses an unregistered sale of equity securities under Section 4(a)(2) of the Securities Act. The filing describes a $160 million PIPE (Private Investment in Public Equity) financing at $10.00 per share from multiple healthcare investors (Viking Global Investors, ADAR1 Capital Management, BVF Partners, Samsara BioCapital, Vianti Capital, and others) in connection with the TCGX-TriGemX Bio business combination. This is a classic dilutive private placement of common stock that will significantly increase the share count and dilute existing shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-19T13:21:43.592532+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":40270,"accession_number":"0001193125-26-424754","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"This Item 1.01 discloses entry into a definitive Business Combination Agreement between TCGX Acquisition Corp. (a SPAC), its merger subsidiary, and TriGemX Bio, Inc., resulting in a change of control and creation of a publicly traded company. The agreement contemplates a domestication of TCGX to Delaware, a merger of the subsidiary into TriGemX, and concurrent $160 million PIPE financing with approximately $246 million total gross proceeds. This is a material acquisition/merger transaction typical of SPAC business combinations, with clear economic significance and shareholder approval requirements.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-19T13:21:43.592532+00:00","company_name":"TCGX Acquisition Corp.","ticker":null,"filing_date":"2026-10-19"},{"id":40271,"accession_number":"0001193125-26-424754","item_number":"3.02","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 discloses an unregistered sale of equity securities under Section 4(a)(2) of the Securities Act. The filing describes a $160 million PIPE (Private Investment in Public Equity) financing at $10.00 per share from multiple healthcare investors (Viking Global Investors, ADAR1 Capital Management, BVF Partners, Samsara BioCapital, Vianti Capital, and others) in connection with the TCGX-TriGemX Bio business combination. This is a classic dilutive private placement of common stock that will significantly increase the share count and dilute existing shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-19T13:21:43.592532+00:00","company_name":"TCGX Acquisition Corp.","ticker":null,"filing_date":"2026-10-19"},{"id":40272,"accession_number":"0001193125-26-424754","item_number":"7.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses the execution of a definitive business combination agreement between TriGemX Bio and TCGX Acquisition Corp., resulting in TriGemX Bio becoming a publicly traded company. The transaction includes approximately $246 million in gross proceeds ($86 million from TCGX's trust account plus $160 million PIPE financing), with an expected post-transaction equity value of approximately $600 million. This is a material acquisition/change of control event typical of SPAC mergers, disclosed via Item 7.01 with supporting press release and investor presentation.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-19T13:21:43.592532+00:00","company_name":"TCGX Acquisition Corp.","ticker":null,"filing_date":"2026-10-19"}]}
